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LAWRENCE O`DONNELL, MSNBC ANCHOR, THE LAST WORD: Scott Prouty, the
man who made the video showing Mitt Romney insulting 47 percent of the
nation`s voters will join me tonight to discuss that video which was still
being discussed by Republicans today at CPAC.

(BEGIN VIDEOTAPE)

UNIDENTIFIED MALE: How does the Republican party rebrand itself?

UNIDENTIFIED MALE: They think all we care about are tax breaks for
the wealthy.

O`DONNELL: At the circus that calls itself the Conservative Political
Action Conference, Republicans are still trying to distance themselves from
the damage done to the party by the Mitt Romney 47 percent video, which
they know crushed Romney`s candidacy and fear has the power to continue to
define them as a party.

Here`s Marco Rubio, attacking everything that Romney said in that
video without ever using the words "Mitt" or "Romney."

(BEGIN VIDEO CLIP)

RUBIO: The vast majority of the American people are hard-working
taxpayers who take responsibility for their families, go to work every day.
They pay their mortgage on time. They volunteer in the community. This is
what the vast majority of the American people still are. What`s changed is
the world around us.

(END VIDEO CLIP)

O`DONNELL: Senator Rubio acknowledged that voters see the Republican
party as the party fighting for rich guys like Mitt Romney.

RUBIO: They look to Washington, D.C. as if they don`t have enough
troubles to begin with. Every week, Washington is creating some sort of
man-made crisis for them to worry about. And they look at the political
process, whether it`s fair or not, and what many of them see is, they think
that one side is fighting for the people that have made it, and all of the
other side does is fight for government policies to protect the people who
are struggling. And they don`t want to take anything away from anybody.
The vast majority of Americans and the hard-working middle class.

(END VIDEO CLIP)

O`DONNELL: And here is Marco Rubio`s big idea about how Republicans
can change all that.

(BEGIN VIDEO CLIP)

RUBIO: We don`t need a new idea. There is an idea. The idea is
called America. And it still works!

(APPLAUSE)

(END VIDEO CLIP)

O`DONNELL: Marco Rubio was followed by Rand Paul, who announced a
budget that will balance twice as fast as the one proposed. This week by
America`s most recent losing presidential candidate who may never be
president, but may find himself running in a primary four years from now
against Rand Paul.

(BEGIN VIDEO CLIP)

PAUL: This month, I will propose a five-year balanced budget, cutting
the corporate income tax in half by creating a flat, personal income tax of
17 percent and cutting the regulations that are strangling American
business.

O`DONNELL: Paul Ryan and I can`t wait. That will be the funniest and
cruelest and deadliest on arrival budget proposal in Washington history. I
hereby invite Rand Paul to come on this program for the full hour on the
day that he releases that budget, where he can explain it right here to the
American people.

The 2012 Republican loser, Rick Perry, got huge cheers today with a
swipe at Mitt Romney and John McCain.

(BEGIN VIDEO CLIP)

GOV. RICK PERRY (R), TEXAS: The popular media narrative -- it`s that
this country has shifted away from conservative ideals as evidenced by the
last two presidential elections. That`s what they think. That`s what they
said. That might be true if Republicans had actually nominated
conservative -- in 2008 and 2012. Might be true.

(END VIDEO CLIP)

O`DONNELL: Joining me now from the CPAC convention in National
Harbor, Maryland is Ana Marie Cox of "the Guardian" and here with me in the
studio Alex Wagner and Ari Melber.

Ana Marie, you`re there. So you have the floor. Please, explain CPAC
to us.

ANA MARIE COX, WASHINGTON CORRESPONDENT, THE GUARDIAN: Oh. Well,
it`s sometimes called conservative spring break. I sort of think of it as
conservative rum springa (ph). It`s a time when -- I think actually, that
young conservatives cannot just sort of experiment in whatever way spring
break connote, but also I think it`s a time when they do get exposed to new
ideas. That may sound controversial given the old ideas that Marco Rubio
put forward.

But, I actually think this is time when -- some libertarians have
never -- these are kids, right, and they are conservatives on their campus.
They probably haven`t been around this many other conservatives in a while.
But, I think that`s sort of what gives CPAC its energies. These people
finally feeling like they`re among their own.

O`DONNELL: It`s the thrill of rubbing elbows.

Alex Wagner, the great new idea. America. OK? Did you write that
down when Marco Rubio said that?

ALEX WAGNER, MSNBC ANCHOR, NOW WITH ALEX WAGNER SHOW: I thought we
were living in Mau Mau revolutionary Kenya with our social president
(INAUDIBLE).

It is a sign of desperation that you actually can`t put forth a single
iota, a shred of policy, a shred of thinking that is somewhat different and
instead have to rely on the place. The place is -- the place is the
identifier and that`s all that they have.

I mean, I actually -- I guess Ana Marie is there and says that there
are apparently there is new blood in the conservative movement. It would
be awesome to see that. Right now, all I can think of when I see that Rand
Pauls and Marco Rubios and the Rick Perrys and Mitt Romneys is a moment in
those cartoons where all of the super heroes evil guys converge Mount Buddy
(ph) and then sort of concoct their plot for the next episode or whatever
it is. And they get defeated every single time. But they keep going back
up into that mountain, and looking down on the earth below and sort of
rubbing their hands together. They are not going to win with that
conclave. Pardon the use of the word this week. But that group of tired,
old guys pushing the same old rhetoric.

O`DONNELL: And I love the -- Rubio offered an interesting criticism
of the imagery Republicans have been putting out. And I -- listen, where
is he going with this? This is really good. So where is he going to go
with this? And he goes to America, one word. And not even a sentence.
The idea isn`t even a sentence. Just America, which I guess is just --
keeps saying America.

ARI MELBER, MSNBC CONTRIBUTOR: It was weird. It reminded --

O`DONNELL: You know, you guys keep -- I`m going to be over here just
saying America and see if it works. I want to see what problems it solves
in my life.

MELBER: That`s how mantras work, though. A mantra works, Lawrence,
by repeating it. You repeat it and you repeat it. And then eventually,
the mantra is drained of meaning and then takes on a new meaning to the
person saying it.

So, you know, he is a little transcendental (ph). It reminded me of
sort of the guy who is faking it in the ad, brainstorming meeting and if
there`s enough people around the table. And you`re like we should just be
about the future. OK, what would the ad look like? The future, and you
sort of say it and go and hope other people will pick up the ball. The
problem is when you`re aspiring to be the leader of the party, when you
gave the rebuttal to the state of the union, when you`re on stage alone,
you have to offer more.

And I was also struck, you played the clip from Rand Paul talking
about a flat tax. Well, Rand Paul has a distinction in the CPAC audience,
as Ana Marie knows. Rand Paul`s father won the straw poll there before.
Steve Forbes won the straw poll there before. They were all for the flat
tax. The problem with the flat tax is, it`s totally, completely
inconsistent with ever balance the budget or collecting the kind of
revenues you need to operate the kind of super power that people think also
is America.

O`DONNELL: But Rand Paul doesn`t want this country to be a super
power.

And Ana Marie, that`s one of the things I wonder about that audience.
Did they know, since they`re all as conservative doctrine dictates, staunch
supporters of Israel, that Rand Paul would remove every single dollar of
support in any way that this country gives to Israel and would withdraw and
downsize the military, too, something like a militia?

COX: I think sometimes they are a little fuzzy on the details. But
you know, Rand Paul did, like, really get people on their feet. You know.
Sort of like he was. I mean, there was a stand with Rand, you know, kind
of vibe to it. And people really jumped out of their seats for him. And
they jumped out of their seats when he talked about down scaling the
military. That when he talked about bringing the troops back from our
wars. And when he talked about the war on terror as not necessarily a good
thing.

You know, these are ideas that the people here are receptive to. Now
there`s a problem, it`s a generational problem more or less, with these
people, this is the next generation of the party. Do they fit into this
party at all if these are the ideas they embrace? I mean, Rand Paul is
interestingly, although he`s ten years older than Rubio, he is the one who
seems to be cleverly straddling that divide.

O`DONNELL: OK. I want to go to my two favorite CPAC moments ever and
so far this year has not contributed at such delicious more sells as this.
I want to go back two years to CPAC 2011. Ms. Ann Coulter, ladies and
gentlemen.

(BEGIN VIDEO CLIP)

ANN COULTER, SYNDICATED COLUMNIST: Well, I`ll put it in a nutshell.
If you don`t run Chris Christie, Romney will be the nominee and we will
win.

(APPLAUSE)

O`DONNELL: OK. So there`s that. Now, Ann Coulter, CPAC 2012.

(BEGIN VIDEO CLIP)

COULTER: Romney of the four remaining is the most conservative.

(END VIDEO CLIP)

O`DONNELL: And there you have CPAC. That`s all I know about CPAC.
It is the most wildly inconsistent nut house you could ask for.

WAGNER: Of course, of course. There is a budget on the table that is
being embraced by much of the conservative world that is based on fantasy.
It is based on repealing settled law. Over 40 percent of the savings are
based on a myth. It`s never going to happen.

So the idea that, you know, Chris Christie or Mitt Romney gets a pass
on being not conservative enough or too conservative or whatever they think
he is at this point, seems to just be part and parcel of a party that has
not reconciled any semblance of what the truth is. Either in terms of
fiscal policy or in terms of ideology. I think it`s incredible that the
one thing that is picking up steam here is the notion that we need to slash
our defense budget. That we need to be less engaged in foreign wars. I
mean, that used to be the pillar of the Republican party. What do they
stand for?

O`DONNELL: Still what happens is, these kids cheer for that, and then
when they get the Republican nominee who says, I want to increase defense
spending, they all go to the convention and clap and vote for them.

MELBER: Exactly. And they are sort that`s the parable of CPAC. I
mean, Alex Wagner always tells me, you can understand politics through hip-
hop. And --

WAGNER: I never said that, but I like that. Continue, my friend.

MELBER: And he`s just trying to cheat this reference in, and like
pretend --

WAGNER: He`ll find a way to get Jay-Z in.

MELBER: Don`t blow up my tactics.

O`DONNELL: Go. We`re here to help.

MELBER: DMX always says, sometimes you come through the front and you
leave out the back door. So you have a lot of candidates who come through
the front of CPAC and they get pummeled by these conservatives and they
slink out after getting beaten up. And so, there is this whole process
whereby conservatives get cheered there.

But they did like Romney, they did beat up McCain. There is a lot of
political pressure that never gets resolved because exactly what you`re
hitting on, Lawrence. There`s these fundamental, hypocritical sort of
contrasts that are never resolved. So it`s funny to me as a convention.
On the one hand, gets a lot of attention because it gets all of the stars.
It is a politically important event. But it doesn`t do what party
conventions have historically done, which is reconcile some of where the
base is.

O`DONNELL: Ana Marie, I want to give you the last word on CPAC
tonight, since you are actually there, and please feel free to mention any
hip-hop artist you particularly favor.

COX: I`m not going to mention - well, actually, you know what comes
to mind is that fact that I was in a panel about with the next generation
of conservatives and someone seriously suggested what they need to do was
get more concerts like Obama did with Jay-Z.

O`DONNELL: Ed got him last night, we have him tonight, Scott Prouty,
the man who recorded Mitt Romney and the 47 percent comment, will be with
us next.

(COMMERCIAL BREAK)

O`DONNELL: Joining me now, the man of the hour, the man of the year,
the election year 2012, Scott Prouty, who recorded the video of Mitt Romney
speaking at a fund-raiser, which told us more about Mitt Romney than
anything else that was said in the entire campaign.

Sir, may I shake your hand?

SCOTT PROUTY, 47 PERCENT VIDEOGRAPHER: You may. Thanks for having
me.

O`DONNELL: This is such a pleasure. This is the day we had all been
hoping for. Well, of course, last night you came on "Ed`s Show," and for
the first time literally until that show started, no one knew your name
anywhere. The guy who delivered this video that changed everything. What
-- what have the last 24 hours of your life been like, since you walked out
of this studio last night?

PROUTY: It`s been a little surreal. I mean, it was certainly fun.
I`m just trying to have a good time. Going to spend the weekend up here,
do a couple interviews when I go back home and never be seen again.

O`DONNELL: You think so? You think that is it? Are the paparazzi
following you everywhere?

PROUTY: My name yelled on the street today for the first time.

O`DONNELL: Really? OK. Well, get used to that. And wait until you
hear it yelled with a Boston accent when you got home. I mean, that`s what
you really want to hear, is the sound of that, where you will get a hero`s
welcome, no doubt.

You know, I was zeroing in on you, theoretically. I had James Carter
on recently, and I think we have a clip of that we can show. Let`s just
look at that for a second.

O`DONNELL: You`ve said that it was not someone who paid $50,000 to
attend the event, which kind of leaves us -- anyone who has been at one of
these political fund raisers, knows that everyone else there is working
there. They are serving in some capacity there.

UNIDENTIFIED MALE: Right.

O`DONNELL: What is the incentive for this person to remain anonymous
at this point?

UNIDENTIFIED MALE: I`m not sure about that, really. But I think,
yes, he was definitely -- they were definitely trying to get it out there.

(END VIDEO CLIP)

O`DONNELL: So I heard him say "he" and I learned that one thing. I
knew then, OK, it`s a guy.

But, listen, I am so impressed with the way you handled this thing
strategically and to have that understanding, as you have put it, that you
not being public meant that the words on the tape were the entire story.
And that is exactly the way it turned out.

PROUTY: Yes, that was it. It`s hard to turn down the "today" show
where all these shows and these offers and it`s kind of intoxicating
feeling to have people asking --

O`DONNELL: By the way, you`re the first person in the history of
America who has done that. Every other person who has an opportunity for
fame, which you had, simply runs for it in this country.

PROUTY: I told David immediately, I just said, you know -- he kind of
passed along some offers and I just said, geez, that`s just --

PROUTY: Has been great. And, you know, of course, he just kind of
felt obligated to pass the offers along, at the very least. And you know,
I just said - and I thought about it and I just said that`s going to change
the topic away from it. And the entire time, I just said this really has
to be just about his words. I didn`t even want the questions of the other
people in the room to be heard. But obviously it had to be. But, yes, I
just wanted it to be about him. He was running for president. Everybody
need to know what he really thought.

O`DONNELL: Well, you know, there are politicians -- Mitt Romney, many
others, who pay millions and millions of dollars for political advisers to
tell them how to handle certain situations. Who were you turning to as
your strategic or political adviser? Who was saying to you something as
smart -- and by the way, I`m not sure I would have been so smart as to say
to you, Scott, stay hidden, don`t go out there. I think that is a
brilliant decision. And so who was your big cabinet that helped you with
that?

PROUTY: I had no cabinet. I was man unto himself. I really couldn`t
talk about it with anybody.

O`DONNELL: Who knew? Family members?

PROUTY: No. No, no, no. Nobody.

O`DONNELL: No friends.

PROUTY: No. Just --

O`DONNELL: How many friends hate you now because you didn`t tell
them?

PROUTY: I had a conference with one friend. And we went to a small,
deserted hole in the wall bar and I said I need to talk to you about
something just so I could talk and feed off one person, one other person
than my girlfriend. My girlfriend knew. But even her family -- I made her
lie to her mom and dad. So we had to apologize to them on thanksgiving.
We told them on thanksgiving was the first time.

O`DONNELL: But I`ve got to tell you. That would be my advice about
secrets, especially things like this. If something is going to be a
secret, this is how many people you can tell.

O`DONNELL: It`s really got to work. But was there a loneliness in
that?

PROUTY: A little bit. You know, it was -- it was kind of nice though
in a way, because I really didn`t -- I had no desire to be out in public at
all. I really didn`t. And it`s nice to -- it wasn`t about me at all. You
know, and it would have turned into, you know -- it will probably turn into
about me now. But maybe less so now that the election is over and it`s
been decided. You know. But I had no desire to be on -- out in public and
talking. And it was -- it was just about the -- what he said. And that
was it.

O`DONNELL: Yes. I do think your choice has worked. And said if you
had come out during the campaign, they would have been going through your
trash. You know that. They would have been at your house.

PROUTY: They were at my house last night, you know. And so, that`s -
- the unfortunate part. And, you know, I know that that`s going to come.
But, you know, I`ll put up with it for as long as it takes.

O`DONNELL: I want to show a clip here of -- you were an unnamed star
of this program. Night in, night out. And by the way, thank you for the
ratings bump we got from your video. But Michael Moore and I talked about
you one night. I just want to show a clip of that.

(BEGIN VIDEO CLIP)

O`DONNELL: The MVP of all of campaign coverage is not some man in
makeup on television. It`s this anonymous person, this anonymous person at
that fund-raiser who secretly --

MICHAEL MOORE, LIBERAL ACTIVIST: Oh, yes.

O`DONNELL: Just recorded -- whoever did that. Whoever recorded that
-- and there`s a reason to suspect --

O`DONNELL: In the working staff of the event who did that. That was
a brilliant choice.

MOORE: Yes.

O`DONNELL: Brilliant choice for history, for this country. An
invaluable contribution.

MOORE: I hope after the election that person comes forward, because
we have a medal we would like to give them.

(END VIDEO CLIP)

O`DONNELL: Did you happen to see that?

PROUTY: I was vacuuming my house when that show came on. And I
dropped the vacuum cleaner. I just -- to have you guys say that about me,
and, you know, that just kind of brought butterflies to my stomach. And I
was literally going around the house vacuuming and your show was on in the
background. And, you know, to hear that at that time, I think that was the
first time I heard anybody say that. So thanks for that.

O`DONNELL: Well, listen, it wasn`t -- didn`t take any great genius to
say that. It was very, very obvious.

I was struck by everything on this tape, by the way, including the
audience because I thought the audience is an important part of this. And
I want to play you something that one audience member said about Eric
Holder that I did a whole segment on.

(BEGIN VIDEO CLIP)

UNIDENTIFIED MALE: You`ve got Eric Holder, who is probably the most
corrupt attorney general we`ve had ever in American history. And I think
it`s somebody that -- if -- the right way, can resonate with the American
people.

O`DONNELL: Now, Scott, you know, Bill Maher talks about the bubble
that these people live in. Now, they are in the party that had the only
attorney general we have ever had convicted of a crime and go to prison as
attorney general, John Mitchell, Republican attorney general. And they get
to sit there -- and I think they believe this stuff about Eric Holder. I
mean, I wasn`t in their presence the way you were. But that thing spoke to
me of a kind of contamination that was all over that room that night.

PROUTY: I think when you talk about the bubble, I think that is a
bubble. When you can afford the $50,000 just to be there --

O`DONNELL: Yes.

PROUTY: That`s a whole new level above what the ordinary American can
even dream of doing. Most people -- most people don`t even make that in a
year. You know. And so that -- you know, I guess maybe that changes the
way you think and maybe you do get wrapped into a bubble and you don`t
realize what everybody else goes through.

And maybe when you just talk and keep amongst yourselves and talk
amongst yourselves, I guess maybe that, you know, you start believing what
the right wing blogs say, and, you know, the talking points and -- you
know, you never leave that bubble, I guess you`re not going to see the
other side.

O`DONNELL: All right. We`re going to take a break. We are going to
be back with more with Scott Prouty.

Thank you very much for being here. We`ve got a lot more to talk
about.

UNIDENTIFIED MALE: What happened at FOX if you`re -- been a while
now. Any new thought on what brought that about?

DICK HARRIS, FORMER FOX ANCHOR: Well, I love FOX. You know, you come
and you go in this business. I`ll come again.

(END VIDEO CLIP)

O`DONNELL: That was Dick Harris at CPAC today where he may have been
the only Republican who told the truth about anything. Talking points memo
reports that Dick Morris said, single white women run screaming from the
Republican party largely because of our pro life position. And he said
overturning Roe Vs. Wade is a case we`re never going to win. But is there
any chance that Republicans are still willing to take advice from Dick
Morris?

(BEGIN VIDEO CLIP)

DICK MORRIS, FORMER FOX NEWS ANALYST: Hi. I thought Obama would be
buried in a landslide. Instead I`ve been in a bit of a mudslide on my
face. And sorry about that. I was wrong.

(END VIDEO CLIP)

O`DONNELL: Up next, more with my new best friend, Scott Prouty.
We`ll be right back.

(COMMERCIAL BREAK)

(BEGIN VIDEO CLIP)

DAVID AXELROD, OBAMA 2012 CAMPAIGN MANAGER: I have to say, the whole
story is pretty remarkable, when you think about it. The fact that he held
the tape until after Labor Day, after the conventions, that he understood
that that would be the time to surface this tape. The fact that he
understood that he had to keep himself out of it, so that the story would
be the focus of the tape.

It`s fair to say that this guy probably doesn`t have much of a future
in bartending. But he may have a great future in politics.

(END VIDEO CLIP)

O`DONNELL: Scott Prouty, that was David Axelrod, one of the greatest
political brains in America right now, talking about you in highly
complimentary terms, as, in effect, a political strategist.

PROUTY: The stakes were high for me. It meant everything for me,
for, you know -- if I was going to do it, I was going to try to do it
right. And I spent a lot of time and effort just trying to figure out what
the right way to handle it would be.

And you know, it meant everything to me. I would hate to see what
happens if Romney had won. I would have been in big trouble, I thought.
So, you know, I spent a lot of time and effort and just tried to figure out
when the most people are going to be paying attention, and give it to the
right person, a reporter that is respectable and does good work and does
in-depth reporting.

And I felt like that was -- and on top of that, try to build some
buzz, some Internet buzz.

O`DONNELL: Using Twitter.

PROUTY: Using Twitter, using -- yeah, using Youtube, obviously. And
just pushing the issue and just getting it out to as many people as you
could possibly get it out to, just to get the conversation rolling, and get
a little bit of, you know -- people talking. And people were talking.

O`DONNELL: And what made you choose David Corn, friend of the show
here, as your kind of ambassador to the media?

PROUTY: Just -- I respect his reporting. I -- specifically, there
was one article, the global tech article on July 11th that -- you know, the
thing that offended me most, obviously, was the China clip where he
described these horrible conditions for these girls.

O`DONNELL: Let`s watch that clip right now. I think it`s important
to understand as part of your motivation.

MITT ROMNEY, FORMER PRESIDENTIAL CANDIDATE: When I was back in my
private equity days, we went to China to buy a factory there. They
employed about 20,000 people. And they were almost all young women,
between the ages of about 18 and 22 or 23. They were saving for
potentially becoming married. And they work in these huge factories. They
make various small appliances.

And as we were walking through this facility, seeing them work, the
number of hours they worked per day, the pittance they earned, living in
dormitories with little bathrooms at the end of maybe 10 rooms. In the
rooms, they had 12 girls per room, three bunk beds on top of each other.

(END VIDEO CLIP)

O`DONNELL: So you hear him talking about that and going on to, in
effect, praise this as a way of doing business.

PROUTY: It seemed like it was -- he kind of got like a jazzed-up
feeling about it. He seemed like it was a good idea.

O`DONNELL: The business analyst in him saw the profit in that.

PROUTY: I think they see people as a percentage. I think they see
them as a line item. And I think those girls -- I don`t know how you can
walk through a factory like that with -- he starts it by saying these young
girls all waiting to be married. And that told me something too. I think
-- what else are girls doing but waiting to be married? You know, and
maybe in his world.

Later on, my friend Charlie Kernighan sent people into that factory to
document the conditions and it was horrendous. It really was. And I don`t
know how any person with a conscience could walk in there and get a good
feeling and say, you know, this is the business model I want to take. This
is going to make me a couple more million dollars, and that was wonderful,
and then hop on your private plane and leave, you know.

I just -- I don`t know -- also knowing those jobs were taken from
American workers. And I just couldn`t believe that he would be actually
bragging about it at a -- you know, while he`s running for president. I
guess if you can go take advantage of people overseas, I suppose you can
get away with it. But just because you can get away with it doesn`t mean
it`s right.

And especially if you`re running for president, I think we need
somebody better than that. You know, just with a moral -- more moral
compass than that. You know, just we`ve got to do better than that.

O`DONNELL: What has this experience done to the way you listen to
politicians? I mean, for myself, I know -- I tend to disregard speeches,
because I know this is your most careful possible presentation of yourself
to me. It`s all scripted. I`m much more interested in what you say in the
back room. And if I don`t get to hear you in the back room, I don`t feel
like I really know what you think.

You`ve had now this experience. You saw this guy out there -- he gave
a good speech every once in a while that didn`t -- that wasn`t crazy. But
then you saw this. And you know the difference. How do you -- how do you
watch our politics after that?

PROUTY: You know, I guess he should be saying the same things in
public as in private.

O`DONNELL: Yeah, exactly.

PROUTY: And I guess maybe I expected him to say the same things in
public as in private. I didn`t think for a second that he was going to say
all this stuff. I really didn`t. I had no idea. I really had no idea.
And, you know, I -- I think it`s scary. I think it`s when you -- in that
bubble, and -- you know, if you have enough money, you can hear what he
really thinks. Everyone else is just in the dark. And that`s --

O`DONNELL: You`ve heard other politicians in those kinds of
environments before. You`ve worked these kinds of parties before.

PROUTY: Yeah. I never heard them, you know, say anything like this
before. I just had never -- you know, fairly early on in that speech, I
just realized that, wow, this is not normal talk. This is not something
he`s going to go on Fox News and say, even. Just not going to happen, you
know.

And that was the stunning part for me. I realized that, you know,
this is different. And everybody else needs to hear it too.

O`DONNELL: Were any other of the people working the event when some
of these things were being said kind of looking at each other going, what
did he -- did he just --

PROUTY: That was -- I was looking around for -- you know, when he was
talking about that -- the pittance that they earned and stacking these
girls three high, and the barbed wire -- and surrounded by barbed wire and
guard towers, and golly, they can`t keep these girls in here like this, you
know, I was looking around for reaction. I thought some of the guests
would maybe gasp or kind of be taken aback. And I didn`t see any reaction
at all.

But there was a staff member or two that you could just see, they were
listening. And one actually backed up into the room to kind of hear the
rest of what was being said. You know, I could see that he had heard it
too. And you know, he actually just backed up and he was leaving the room,
but then stopped, and just wanted to hear.

And, you know, I was -- we were there as voters, as much as workers.
We were there as voters. And I was there as a voter, at least. I felt
like I wanted to hear what he had to say. I was interested. And so I was
listening very closely. And that was another thing. I didn`t feel like he
was talking to us. I think we were invisible to him.

And you know -- and I don`t think -- I don`t think he was talking to
us. He didn`t acknowledge us in any way. And you know -- and I think
that`s also telling.

O`DONNELL: Scott Prouty, can`t thank you enough for being here. And
thank you very much for doing the work you did that night. It was the most
important work, I think, done by anyone with a camera in the campaign. And
let`s hang when I`m back in the neighborhood. We grew up a few miles away
from me, within walking distance of me. We have a couple places we know
where we can go.

Thanks, Scott Prouty, very much.

PROUTY: Thank you.

O`DONNELL: Really appreciate it.

Coming up, the battle in the Senate Judiciary Committee today between
Ted Cruz and Dianne Feinstein. That`s next in the Rewrite.

And later, the Republican who said -- actually said this, word for
word: "it is good politics to oppose the black guy in the White House."

(COMMERCIAL BREAK)

O`DONNELL: The liar who Texas voters have sent to Washington at their
junior senator embarrassed himself again today in a Senate Judiciary
Committee meeting. Ted Cruz made a career out of telling lies in Texas
that right wing fanatics wanted to hear. At an event in Austin in 2010,
funded by the billionaires Charles and David Koch, and luckily for us,
covered by the "New Yorker`s" Jane Mayer, we know from Mayer`s report that
Ted Cruz told his audience that when he was at Harvard Law School a few
years after Barack Obama, there were 12 professors there who, quote,
"believed in the communists overthrowing the United States government."

Now, you have to be speaking to a profoundly stupid audience to tell a
lie like that and not get heckled or laughed at. Ted Cruz got cheered.
Most right-wingers probably don`t know when they`re being lied to. Their
paranoias and hatreds leave them open to all sort of lies. But many right-
wingers, like the Koch Brothers and Ted Cruz, know when they`re being lied
to and when they were lying themselves. Lying is sport for them. It`s
fun.

Ted Cruz got a huge charge out of lying to his gleeful audience about
the 12 mythical Harvard Law School professors who, quote, "believed in the
communists overthrowing the United States government."

Ted Cruz went to Harvard Law School. He knows there were no
professors, zero there who believe in the communists overthrowing the
United States government. If he actually discovered those professors when
he got there, why didn`t he transfer to the University of Texas law school
or any other law school where the professors did not believe in communists
overthrowing the United States government?

Ted Cruz didn`t transfer from Harvard Law School because he knew he
was in what most observers regard as the best law school in the country.
That`s why he wanted to go to Harvard Law School. That`s why he applied,
and in effect, begged, as every applicant does, to get into the Harvard Law
School.

But Ivy League bashing has become absolutely necessary in anti-
intellectual right wing circles, and especially necessary for the right
wingers who have actually graduated from those Ivy League schools. Mitt
Romney, a graduate of Harvard Business School and the Harvard Law School,
did the standard right wing trashing of Harvard during his campaign. And
now we have Ted Cruz, a graduate of Princeton and Harvard Law School, just
like Michelle Obama, telling wild lies about Harvard Law School to
entertain right wingers.

Ted Cruz is finding that his lying game doesn`t work quite so smoothly
in Washington. Today, he prefaced a question on gun control to Dianne
Feinstein with a lecture about the Constitution.

(BEGIN VIDEO CLIP)

SEN. TED CRUZ (R), TEXAS: It seems to me that all of us should begin
as our foundational document with the Constitution. And the Second
Amendment in the Bill of Rights provides that the right of people to keep
and bear arms shall not be infringed.

(END VIDEO CLIP)

O`DONNELL: Really? He droned on in his lecture as if he was saying
things that his senator students didn`t know about the Constitution.
Finally, the junior senator got to his question.

CRUZ: And the question that I would pose to the senior senator from
California is, would she deem it consistent with the Bill of Rights for
Congress to engage in the same endeavor that we are contemplating doing
with the second amendment in the context of the first or fourth amendment?
Namely, would she consider it Constitutional for Congress to specify that
the First Amendment shall apply only to the following books, and shall not
apply to the books that Congress has deemed outside the protection of the
Bill of Rights?

Likewise, would she think that the Fourth Amendment`s protection
against searches and seizures could properly apply only to the following
specified individuals, and not to the individuals that Congress has deemed
outside the protection of the Bill of Rights?

(END VIDEO CLIP)

O`DONNELL: Have I mentioned that senators hate -- I mean, really hate
being lectured to by professors of the obvious?

(END VIDEO CLIP)

SEN. DIANNE FEINSTEIN (D), CALIFORNIA: I`m not a sixth grader.
Senator, I`ve been on this committee for 20 years. I was a mayor for nine
years. I walked in. I saw people shot. I`ve looked at bodies that have
been shot with these weapons. I`ve seen the bullets that implode.

In Sandy Hook, youngsters were dismembered.

Look, there are other weapons. I`ve been up -- I`m not a lawyer. But
after 20 years, I`ve been up, close and personal to the Constitution. I
have great respect for it. This doesn`t mean that weapons of war -- and
the Heller Decision clearly points out three exceptions, two of which are
pertinent here.

And so I -- you know, I mean, it`s fine you want to lecture me on the
Constitution. I appreciate it. Just know I`ve been here for a long time.
I`ve passed on a number of bills. I`ve studied the Constitution myself. I
am reasonably well-educated.

And I thank you for the lecture. Incidentally, this does not prohibit
-- you use the word "prohibit." It exempts 2,271 weapons. Isn`t that
enough for the people in the United States? Do we need a Bazooka? Do they
need other high-powered weapons that military people use to kill in close
combat?

I don`t think so. So I come from a different place than you do. I
respect your views. I ask you to respect my views.

O`DONNELL: The right wing -- the right wing liar didn`t answer the
question about whether he thinks people need Bazookas. It fell to another
Harvard Law School graduate, Chuck Schumer, to teach Ted Cruz that there
actually are limitations on the First Amendment and actually it does not
apply to certain books, which is why there are no glossy coffee table books
of child pornography in this country.

And it fell to Georgetown Law School graduate Dick Durbin to teach
Senator Cruz that there are limitations on all of the amendments, including
the Fourth Amendment. But Ted Cruz was already taught all of that at the
Harvard Law School. He was just playing his lying game today.

But 15 years from now, when his kids are ready to apply to law school,
do you think he is still going to be telling that lie about the Harvard Law
School? I don`t think so. I think he`s going to want his kids to go to
the best law school in America, just like he did.

(COMMERCIAL BREAK)

(BEGIN VIDEO CLIP)

LYNNE OSTERMAN, FORMER MINNESOTA STATE HOUSE MEMBER: I was there to
say, trust me when I tell you that you can vote your conscience and your
own compass and you`ll be okay. I should have done it. I regretted that I
didn`t do it.

(END VIDEO CLIP)

O`DONNELL: That was Lynne Osterman on this program last night
explaining her decision to go before the Minnesota State House this week
and apologize for her politically expedient vote in favor of that state`s
Defense of Marriage Act in 2004. Osterman cast that vote in favor of DOMA
even though she didn`t agree with DOMA at that time. And that`s a decision
that she still regrets to this day.

On Tuesday, another Republican state representative cast a vote that
he may later regret or maybe even regrets now. South Carolina`s Chris
Crawford voted against expanding Medicaid through the Affordable Care Act.
According to an article in the "Charleston Regional Business Journal" in
January, Representative Chris Crawford, a Republican from Florence, and
also an emergency room doctor, supports the expansion, but expects the
Republican caucus to vote as a block against the Medicaid expansion.

Quote, "the politics are going to overwhelm the policy. It is good
politics to oppose the black guy in the White House right now, especially
for the Republican party," Crawford said.

Joining me now, MSNBC`s Jonathan Capehart. Jonathan, this is a
strange one. I want to read you something that this Doctor Crawford has
said in an interview Thursday with the state. He said, his vote on the
state budget was political, but said it had nothing to do with race.
Noting that if he had to do it over again, "he might pick different words,
but he stood behind the larger point of his comments, criticizing Governor
Haley and the House Republican caucus for voting against the expansion
purely because a Democratic president is for it."

So this is very odd, Jonathan. He seems to be speaking as a political
pundit when he says it`s good politics for these people to be up against
the black guy. But then he joins these people against the black guy. And
then continues to criticize them for that which he has joined them in.

JONATHAN CAPEHART, "THE WASHINGTON POST": Yeah. This is a very
confusing story. So you talked about this story in January where he said -
- talked about the politics. In that same story, it says that he would
also oppose separate efforts -- well, actually, he wanted to make this part
of the state budget and would oppose to do this -- oppose doing this
separately in separate bills.

Today, not only did he vote down the party line, vote with the
Republicans against the expansion under the Affordable Care Act, but he`s
also now proposing separate legislation. He says he`s now against doing it
within the budget. So this is a complete and total conversion from his
position in January.

O`DONNELL: Well, there`s a part of it that if you track it all the
way through, does kind of sound like a possibly practical legislator who
wants some version of the Medicaid expansion, realizes that his party will
absolutely prevent it, says I decided to vote with my party so that they
would then continue to listen to me on this subject when I propose an
alternative to it, which is kind of where he is now.

But I want to get to -- just stay with his larger point.

CAPEHART: Right.

O`DONNELL: And let`s leave his personal intent aside, because he`s
kind of hard to figure out here. But the larger point of it`s politically
expedient in South Carolina, anyway, to be voting against the black guy in
the White House sounds like something that actually should -- is probably
true there.

CAPEHART: Well, yes. And in fact, one of -- a Democratic legislator
said, no, he can`t criticize Representative Crawford, because what he says
is true in South Carolina. It is true that Republicans are going to vote
against something that the Democrat in the White House has proposed,
particularly this Democrat who happens to be, you know, the black guy in
the White House.

We`ve watched South Carolina politics up close, particularly in
presidential election years during the primaries. South Carolina politics
can be really ugly, can be very racially tinged. And this is just in
keeping with that history.

O`DONNELL: Jonathan, it sounds like he just put a very blatant label
on what may really be happening out there.

CAPEHART: Yeah. I mean, I don`t think it will come as any surprise
to anyone watching this program, anyone who lives in South Carolina, anyone
who has been watching what`s been happening between the president and
Republicans on Capital Hill or Republicans around the country. What
Representative Crawford said is true.

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